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Resverlogix Closes $2.3 million Private Placement

/THIS PRESS RELEASE IS NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH US NEWSWIRE ...

articleResverlogix Corp.June 11, 20143/company/resverlogix-corp/news/resverlogix-closes-dollar23-million-private-placement
Resverlogix Closes $2.3 million Private Placement

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[{"type":"text","content":"\n\n/THIS PRESS RELEASE IS NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH US NEWSWIRE SERVICES./\n\nTSX Exchange Symbol: RVX\n\n\n\nCALGARY, June 11, 2014 /CNW/ - Resverlogix Corp. (\"Resverlogix\" or the \"Company\") (TSX:RVX) today announced that it has closed a private placement of 3.5 million common shares at a price of CAD$0.65 per common share for gross proceeds of CAD$2.3 million (the \"Private Placement\"). NGN BioMed Opportunity II, L.P. (\"NGN\") subscribed for 1,230,769 common shares. Directors and officers of Resverlogix subscribed for a total of 1,080,522 common shares. The shares are subject to a four month hold period.\n\nAfter giving effect to the Private Placement, NGN holds 7,950,108 common shares of Resverlogix, representing approximately 9.3% of Resverlogix's issued and outstanding common shares. NGN also holds 350,000 common share purchase warrants of Resverlogix.\n\nThe Private Placement was a related party transaction within the meaning of applicable Canadian securities laws as NGN and other subscribers are insiders of the Company or are controlled by insiders of the Company. The transaction was exempt from the formal valuation and minority approval requirements applicable to related party transactions on the basis that the value of the transaction was less than 25 percent of the Company's market capitalization. The Company did not file a material change report more than 21 days prior to closing as contemplated by the related party transaction requirements as the insider participation was only recently confirmed.\n\nResverlogix intends to use the net proceeds from the offering to fund research and development activities, general and administrative expenses, increased working capital and for other general corporate purposes.\n\nThe securities to be issued under the offering have not been, and will not be, registered under the United States Securities Act of 1933, as amended (the \"U.S. Securities Act\"), or any state securities laws, and accordingly, may not be offered or sold within the United States except in compliance with the registration requirements of the U.S. Securities Act and applicable state securities requirements or pursuant to exemptions therefrom. This press release does not constitute an offer to sell or a solicitation of an offer to buy any of Resverlogix's securities in the United ...

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